0001562180-21-000734.txt : 20210202 0001562180-21-000734.hdr.sgml : 20210202 20210202170153 ACCESSION NUMBER: 0001562180-21-000734 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210129 FILED AS OF DATE: 20210202 DATE AS OF CHANGE: 20210202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TETRA TECHNOLOGIES INC CENTRAL INDEX KEY: 0000844965 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35195 FILM NUMBER: 21582406 BUSINESS ADDRESS: STREET 1: 24955 INTERSTATE 45 NORTH CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 2813671983 MAIL ADDRESS: STREET 1: 24955 INTERSTATE 45 NORTH CITY: THE WOODLANDS STATE: TX ZIP: 77380 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TETRA International Inc CENTRAL INDEX KEY: 0001520659 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35195 FILM NUMBER: 21582407 BUSINESS ADDRESS: STREET 1: 24955 INTERSTATE 45 NORTH CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 281-367-1983 MAIL ADDRESS: STREET 1: 24955 INTERSTATE 45 NORTH CITY: THE WOODLANDS STATE: TX ZIP: 77380 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Compressco Field Services, L.L.C. CENTRAL INDEX KEY: 0001522703 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35195 FILM NUMBER: 21582408 BUSINESS ADDRESS: STREET 1: 24955 INTERSTATE 45 N CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 281-367-1983 MAIL ADDRESS: STREET 1: 24955 INTERSTATE 45 N CITY: THE WOODLANDS STATE: TX ZIP: 77380 FORMER NAME: FORMER CONFORMED NAME: Compressco Field Services Inc. DATE OF NAME CHANGE: 20110607 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: COMPRESSCO INC CENTRAL INDEX KEY: 0000904147 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-BUILDING MATERIALS, HARDWARE, GARDEN SUPPLY [5200] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35195 FILM NUMBER: 21582409 BUSINESS ADDRESS: STREET 1: 24955 INTERSTATE 45 N CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 281-367-1983 MAIL ADDRESS: STREET 1: 24955 INTERSTATE 45 N CITY: THE WOODLANDS STATE: TX ZIP: 77380 FORMER NAME: FORMER CONFORMED NAME: EMERGING ALPHA CORP DATE OF NAME CHANGE: 19930511 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CSI Compressco LP CENTRAL INDEX KEY: 0001449488 STANDARD INDUSTRIAL CLASSIFICATION: OIL, GAS FIELD SERVICES, NBC [1389] IRS NUMBER: 943450907 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 24955 INTERSTATE 45 N CITY: THE WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 281-367-1983 MAIL ADDRESS: STREET 1: 24955 INTERSTATE 45 N CITY: THE WOODLANDS STATE: TX ZIP: 77380 FORMER COMPANY: FORMER CONFORMED NAME: Compressco Partners, L.P. DATE OF NAME CHANGE: 20081104 4 1 primarydocument.xml PRIMARY DOCUMENT X0306 4 2021-01-29 false 0001449488 CSI Compressco LP CCLP 0000844965 TETRA TECHNOLOGIES INC 24955 INTERSTATE 45 NORTH THE WOODLANDS TX 77380 false false true false 0001520659 TETRA International Inc 24955 INTERSTATE 45 NORTH THE WOODLANDS TX 77380 false false true false 0001522703 Compressco Field Services, L.L.C. 24955 INTERSTATE 45 N THE WOODLANDS TX 77380 false false true false 0000904147 COMPRESSCO INC 24955 INTERSTATE 45 N THE WOODLANDS TX 77380 false false true false Common Units representing limited partner interests 2021-01-29 4 J false 10952478.00 D 5237970.00 I see footnote On January 29, 2021, TETRA Technologies, Inc., a Delaware corporation ('TETRA'), entered into a Purchase and Sale Agreement (the 'Purchase Agreement') with Spartan Energy Holdco, LLC, a Delaware limited liability company ('Spartan Holdco'), and, solely for certain purposes therein, Spartan Energy Partners LP, a Delaware limited partnership, pursuant to which TETRA sold (i) 10,952,478 common units representing limited partner interests ('Common Units') in CSI Compressco LP, a Delaware limited partnership (the 'Issuer') and (ii) all of the outstanding membership interests (the 'GP Equity') in CSI Compressco GP LLC, a Delaware limited liability company and the General Partner of the Issuer (the 'General Partner'), to Spartan Holdco. The General Partner holds all of the incentive distribution rights of the Issuer and a 1.4 percent general partner interest in the Issuer. Collectively, the sale of the Common Units and the GP Equity pursuant to the Purchase Agreement is referred to herein as the 'GP Sale.' The consideration for the GP Sale was $14.0 million, which consisted of $13.4 million in cash paid at the closing and $0.5 million to be paid on the six-month anniversary of the closing. TETRA is also entitled to earn additional consideration of $3.1 million in the form of cash and/or Common Units if the Issuer achieves certain financial targets on or prior to December 31, 2022, as set forth in the Purchase Agreement. TETRA may be deemed to beneficially own the 5,237,970 Common Units reported herein, 1,476,087 of which are directly held by TETRA International Incorporated, a Delaware corporation and a direct, wholly owned subsidiary of TETRA, and 3,761,883 of which are directly held by Compressco Field Services L.L.C., an Oklahoma limited liability company and a direct, wholly owned subsidiary of Compressco, Inc., a Delaware corporation and a direct, wholly owned subsidiary of TETRA. /s/ Brady M. Murphy, in his capacity as President and Chief Executive Officer of TETRA Technologies, Inc. 2021-02-02 /s/ Brady M. Murphy, in his capacity as President of TETRA International Incorporated 2021-02-02 /s/ Brady M. Murphy, in his capacity as President of Compressco, Inc., the sole member of Compressco Field Services, L.L.C. 2021-02-02 /s/ Brady M. Murphy, in his capacity as President of Compressco, Inc. 2021-02-02